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MarketScreener Homepage  >  Equities  >  Nyse  >  Altice USA, Inc.    ATUS

ALTICE USA, INC.

(ATUS)
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ALTICE USA, INC. : Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits (form 8-K)

06/16/2020 | 04:55pm EST

Item 1.01 Entry into a Material Definitive Agreement


Issuance of Senior Notes
On June 16, 2020, CSC Holdings, LLC (the "Issuer"), an indirect, wholly owned
subsidiary of Altice USA, Inc. (the "Company"), issued $625.0 million aggregate
principal amount of its 4.625% senior notes due 2030 (the "Senior Notes") in a
private placement conducted pursuant to Rule 144A and Regulations S under the
Securities Act of 1933, as amended (the "Senior Notes Offering"). The Senior
Notes are unsecured obligations of the Issuer and are not guaranteed by any of
its subsidiaries. The Notes were issued pursuant to an indenture, dated as of
June 16, 2020 (the "Senior Notes Indenture"), between the Issuer and Deutsche
Bank Trust Company Americas, as Trustee. The Senior Notes will bear interest at
a rate of 4.625% and will pay interest semi-annually in arrears on December 1
and June 1 of each year, beginning on December 1, 2020. The Senior Notes will
mature on December 1, 2030.
Subject to certain conditions, the Issuer may, at its option, redeem up to 40%
of the original principal amount of the Senior Notes at any time prior to
December 1, 2023 with the net cash proceeds of certain equity issuances at a
price equal to 104.625% of the principal amount of the Senior Notes redeemed,
plus accrued and unpaid interest to, but excluding, the date of redemption. In
addition, at any time prior to December 1, 2025, the Issuer may redeem the
Senior Notes in whole or in part, at its option, at a redemption price equal to
100% of the principal amount of the Senior Notes redeemed, plus the relevant
Applicable Premimum (as defined in the Senior Notes Indenture), plus accrued and
unpaid interest to, but not including, the applicable redemption date. On and
after December 1, 2025, the Issuer may redeem the Senior Notes in whole or in
part, at its option, at the redemption prices set forth below (expressed as a
percentage of the principal amount of the Senior Notes to be redeemed), plus
accrued and unpaid interest to, but excluding, the date of redemption if
redeemed during the 12-month period beginning on December 1 of each of the years
indicated below:
Year                      Percentage
2025                             102.313 %
2026                             101.542 %
2027                             100.771 %
2028 and thereafter                  100 %



The foregoing description of the Senior Notes Indenture governing the Senior
Notes is qualified in its entirety by reference to the Senior Notes Indenture, a
copy of which is filed as Exhibit 4.1 to this Current Report on Form 8-K and
incorporated herein by reference.
The proceeds from this Senior Notes Offering, together with cash on balance
sheet, will be used to refinance in full the Issuer's $1.74 million aggregate
outstanding principal amount of 7.750% Senior Notes due 2025 and $617.9 million
aggregate outstanding principal amount of 7.750% Senior Notes due 2025, together
with redemption premium, and to pay the fees, costs and expenses associated with
the offering and the refinancing.

Issuance of Senior Guaranteed Notes
On June 16, 2020, the Issuer, issued $1,100.0 million aggregate principal amount
of its 4.125% senior guaranteed notes due 2030 (the "Senior Guaranteed Notes")
in a private placement conducted pursuant to Rule 144A and Regulations S under
the Securities Act of 1933, as amended (the "Senior Guaranteed Notes Offering").
The Senior Guaranteed Notes are unsecured obligations of the Issuer and are
guaranteed on a senior unsecured basis by the Guarantors (as defined in the
Senior Guaranteed Notes Indenture (as defined below)). The Senior Guaranteed
Notes were issued pursuant to an indenture, dated as of June 16, 2020 (the
"Senior Guaranteed Notes Indenture"), between, inter alios, the Issuer, the
Guarantors set forth therein and Deutsche Bank Trust Company Americas, as
Trustee. The Senior Guaranteed Notes will bear interest at a rate of 4.125% and
will pay interest semi-annually in arrears on December 1 and June 1 of each
year, beginning on December 1, 2020. The Senior Guaranteed Notes will mature on
December 1, 2030.
Subject to certain conditions, the Issuer may, at its option, redeem up to 40%
of the original principal amount of the Senior Guaranteed Notes at any time
prior to December 1, 2023 with the net cash proceeds of certain equity issuances
at a price equal to 104.125% of the principal amount of the Senior


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Guaranteed Notes redeemed, plus accrued and unpaid interest to, but excluding,
the date of redemption. In addition, at any time prior to December 1, 2025, the
Issuer may redeem the Senior Guaranteed Notes in whole or in part, at its
option, at a redemption price equal to 100% of the principal amount of the
Senior Guaranteed Notes redeemed, plus the relevant Applicable Premimum (as
defined in the Senior Guaranteed Notes Indenture), plus accrued and unpaid
interest to, but not including, the applicable redemption date. On and after
December 1, 2025, the Issuer may redeem the Senior Guaranteed Notes in whole or
in part, at its option, at the redemption prices set forth below (expressed as a
percentage of the principal amount of the Senior Guaranteed Notes to be
redeemed), plus accrued and unpaid interest to, but excluding, the date of
redemption if redeemed during the 12-month period beginning on December 1 of
each of the years indicated below:
Year                      Percentage
2025                             102.063 %
2026                             101.375 %
2027                             100.688 %
2028 and thereafter                  100 %



The foregoing description of the Senior Guaranteed Notes Indenture governing the
Senior Guaranteed Notes is qualified in its entirety by reference to the Senior
Guaranteed Notes Indenture, a copy of which is filed as Exhibit 4.2 to this
Current Report on Form 8-K and incorporated herein by reference.

The proceeds from this Senior Guaranteed Notes Offering, together with cash on
balance sheet, will be used to refinance in full the Issuer's $1,095.8 million
aggregate outstanding principal amount of 5.375% Senior Guaranteed Notes due
2023, together with redemption premium, and to pay the fees, costs and expenses
associated with the offering and the refinancing.


Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an
Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 is incorporated herein by reference.
Disclaimer on Forward-looking Statements
This current report on Form 8-K contains forward-looking statements.
Forward-looking statements relate to future events and anticipated results of
operations, business strategies, and other aspects of our operations or
operating results. In many cases you can identify forward-looking statements by
terminology such as "anticipate," "intend," "project," "estimate," "continue,"
"potential," "should," "could," "may," "will," "objective," "guidance,"
"outlook," "effort," "expect," "believe," "predict," "budget," "projection,"
"goal," "plan," "forecast," "target" or similar words. Statements may be forward
looking even in the absence of these particular words. Where, in any
forward-looking statement, Altice USA expresses an expectation or belief as to
future results, such expectation or belief is expressed in good faith and
believed to have a reasonable basis. However, there can be no assurance that
such expectation or belief will result or be achieved. The actual results of
operations can and will be affected by a variety of risks and other matters.
Other factors that could cause actual results to differ materially from those
described in the forward-looking statements include other economic, business,
competitive and/or regulatory factors affecting our business generally as set
forth in our filings with the Securities and Exchange Commission. Unless legally
required, the Altice USA undertakes no obligation to update publicly any
forward-looking statements, whether as a result of new information, future
events or otherwise.



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Item 9.01 Financial Statements and Exhibits.

(d) Exhibits


Exhibit No.                                                Description
        4.1                Senior Notes Indenture, dated as of June 16,

2020 between CSC Holdings, LLC

                           as Issuer, and Deutsche Bank Trust Company

Americas, as Trustee.

        4.2                Senior Guaranteed Notes Indenture, dated as of

June 16, 2020 between, inter

                           alios, CSC Holdings, LLC as Issuer, the 

Guarantors set forth therein and

                           Deutsche Bank Trust Company Americas, as 

Trustee.

        104                Cover Page Interactive Data File - the cover

page XBRL tags are embedded

                           within the Inline XBRL document








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Stocks mentioned in the article
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ALTICE EUROPE N.V. -0.04% 5.33 Real-time Quote.0.08%
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